Terms of Sale

These terms apply to every quotation, order and delivery between DMerchandising Inc. and a buyer, unless we have agreed something different in writing. They apply to businesses, not to consumers.

Where a buyer sends their own purchase terms, those terms do not apply unless we have accepted them in writing.

DMerchandising Inc. is located at 116 Spadina Avenue, Toronto, Ontario M5V 2K6, Canada.

A quotation is not an offer. A contract is formed when we confirm your order in writing, or when production begins with your agreement.

Quotations are given for a specific specification and quantity. Change either and the price changes with it.

Unless a quotation says otherwise, it remains valid for 14 days from its date.

You confirm that you own or are licensed to use any artwork, logo or mark you send us, and that producing it will not infringe anyone else's rights.

Production starts from the artwork and specification you sign off. We are not responsible for errors carried through from an approved file, including spelling, colour references and dimensions.

Where a physical sample is produced, the approved sample is the standard the run is made and judged against.

Prices are quoted in the currency stated on the quotation and exclude taxes, duties and shipping unless the quotation says otherwise.

Orders under $10,000 require full payment in advance. Payment terms for orders of $10,000 or more will be set out in the relevant quotation or order confirmation. The accepted payment method is shown on the quotation or invoice.

We supply the size agreed in the approved specification. Print placement may vary by up to one eighth of an inch. Clothing measurements may vary by one quarter to one half inch, depending on the garment and the point of measurement. Colour and finish are matched to the approved artwork or sample within normal commercial tolerance.

Lead times are estimates given in good faith from the point artwork and specification are signed off. We will tell you as soon as we know if a date is at risk.

Title and risk pass to the buyer when the goods are delivered to the delivery address in the order confirmation. The buyer pays shipping unless the quotation says otherwise. If clothing is damaged in transit, tell us within the claims period and we will work with you to resolve it.

Because the work is made to your specification, it cannot be resold. Once payment has been transferred and fabrics or other materials have been purchased, we do not return any money paid for the order.

Check the goods on delivery. If a run does not match the approved specification, tell us in writing with photographs within seven days of delivery so we can review it with you. Each claim is assessed on its facts, and any remedy will be agreed based on the circumstances.

You keep the rights in your own brand and artwork. We keep the rights in any design work we originate, and license it to you for the agreed use.

We may photograph and show finished work in our portfolio, website, and marketing materials unless you ask us in writing not to do so before production begins.

Nothing in these terms limits or excludes liability that cannot lawfully be limited or excluded. Otherwise, liability is determined under applicable law.

We are not liable for delay or failure caused by something outside our reasonable control, including material shortages, carrier failure, industrial action and border delays. Where that happens we will tell you and agree a revised date with you.

These terms are governed by the laws of Ontario and the federal laws of Canada that apply there. The courts of Ontario have exclusive jurisdiction over a dispute connected with these terms.